Common use of Actions to Occur at the Closing Clause in Contracts

Actions to Occur at the Closing. (a) At the Closing, WIC and Purchaser, as applicable, shall deliver to the Company the following: (i) the Purchase Price for the Preferred Shares to be purchased at the Closing, in accordance with Section 2.1; (ii) counterparts of the Management Agreement executed by WIC; (iii) counterparts of the Stockholder Agreement executed by WIC and Purchaser; (iv) (A) the purchase price for the Warrants in accordance with the Warrant Purchase Agreement and (B) counterparts of the Warrant Agreement executed by WIC; (v) counterparts of the Employment Agreement executed by Xxxxxx X. Xxxxxx, Xx.; (vi) the certificates described in Sections 5.3(a) and 5.3(b); and (vii) the opinion of counsel referred to in Section 5.3(c). (b) At the Closing, the Company shall deliver to WIC and Purchaser, as applicable, the following: (i) a share certificate or share certificates representing the Preferred Shares to be purchased at the Closing; (ii) counterparts of the Management Agreement executed by the Company; (iii) counterparts of the Stockholder Agreement executed by the Company; (iv) counterparts of the Warrant Agreement executed by the Company; (v) counterparts of the Employment Agreement executed by the Company; (vi) the certificates described in Sections 5.2(a) and 5.2(b); (vii) the original of each consent or approval, if any, pursuant to Section 5.2(d); (viii) the opinion of counsel referred to in Section 5.2(e); and (ix) a certificate or certificates of the secretary of state or similar authority of each of the jurisdictions referred to in the second sentence of Section 3.1(a), dated as of a date within five Business Days prior to the Closing Date, certifying as to the good standing of the Company or its Subsidiary (as the case may be) in such jurisdiction.

Actions to Occur at the Closing. (a) At the Closing, WIC and Purchaser, as applicable, shall deliver to the Company the following: (i) the Purchase Price for the Preferred Shares to be purchased at the Closing, in accordance with Section 2.1Article II; (ii) counterparts of the Management Agreement executed by WIC; (iii) counterparts of the Stockholder Agreement executed by WIC and Purchaser; (iv) (A) the purchase price for the Warrants in accordance with the Warrant Purchase Agreement and (B) counterparts of the Warrant Agreement executed by WIC; (v) counterparts of the Employment Agreement executed by Xxxxxx X. Xxxxxx, Xx.; (vi) the certificates described in Sections 5.3(a) and 5.3(b); and (vii) the opinion of counsel referred to in Section 5.3(c). (b) At the Closing, the Company shall deliver to WIC and Purchaser, as applicable, the following: (i) a share certificate or share certificates representing the Preferred Shares to be purchased at the ClosingShares; (ii) counterparts of the Management Agreement executed by the Company; (iii) counterparts of the Stockholder Agreement executed by the Company; (iv) counterparts of the Warrant Agreement executed by the Company; (v) counterparts of the Employment Agreement executed by the Company; (vi) the certificates described in Sections 5.2(a) and 5.2(b); (vii) the original of each consent or approval, if any, pursuant to Section 5.2(d); (viii) the opinion of counsel referred to in Section 5.2(e); and (ix) a certificate or certificates of the secretary of state or similar authority of each of the jurisdictions referred to in the second sentence of Section 3.1(a), dated as of a date within five Business Days prior to the Closing Date, certifying as to the good standing of the Company or its Subsidiary (as the case may be) in such jurisdiction.